Global Business Travel Merger Sets $9.50 Cash Price

The merger's award settlements tied cash amounts to $9.50 per share, with PSU share counts based on the greater of target or actual performance.

Rhea-AI Filing Summary

Global Business Travel Group, Inc. President Andrew George Crawley reported merger-related transactions on September 29, 2026: 141 Class A shares were canceled and converted into a right to receive $9.50 per share in cash, without interest. Those shares included shares acquired under the issuer’s Employee Stock Purchase Plan on August 14, 2026.

The merger also canceled RSUs covering 699,176 shares for cash settlement. Another 354,760 PSU shares were deemed acquired based on the greater of target or actual performance before the awards were canceled for cash settlement, subject to applicable withholding taxes.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Crawley Andrew George

Role President

Type	Security	Shares	Price	Value
Disposition	Class A Common Stock F1, F2	141	--	--
Disposition	Class A Common Stock F3	699,176	--	--
Grant/Award	Class A Common Stock F4	354,760	$0.00	$0.00
Disposition	Class A Common Stock F5	354,760	--	--

Holdings After Transaction: Class A Common Stock — 0 shares (Direct)

Footnotes (5)

1. F1. Includes shares acquired under the Issuer's Employee Stock Purchase Plan on August 14, 2026.
2. F2. On September 29, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated May 2, 2026, by and among the Issuer, Gaia Purchaser, Inc. ("Parent") and Gaia Merger Sub, Inc., a wholly owned subsidiary of Parent, the Issuer became a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of Class A common stock, par value $0.0001 per share, of the Issuer ("Company Common Stock") held by the reporting person as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive cash in an amount equal to $9.50, without interest thereon (the "Per Share Price").
3. F3. As of immediately prior to the Effective Time, pursuant to the Merger Agreement, each award of restricted stock units of the Issuer (a "Company RSU") that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (i) the Per Share Price and (ii) the total number of shares of Company Common Stock subject to such Company RSU as of immediately prior to the Effective Time.
4. F4. Represents a deemed acquisition of shares of Company Common Stock underlying each award of performance stock units of the Issuer (a "Company PSU") held by the reporting person that was unvested and outstanding as of immediately prior to the Effective Time based on the attainment of the applicable performance metrics at the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.
5. F5. As of immediately prior to the Effective Time, each Company PSU that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (A) the Per Share Price and (B) the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.

Key Figures

Class A shares: 141 shares Per Share Price: $9.50 per share Shares subject to RSUs: 699,176 shares +1 more

4 metrics

Class A shares 141 shares Canceled and converted into a cash right on September 29, 2026

Per Share Price $9.50 per share Merger consideration, without interest

Shares subject to RSUs 699,176 shares RSUs canceled and converted into cash at the merger

Shares underlying PSUs 354,760 shares Deemed acquisition and PSU cancellation reported on September 29, 2026

Key Terms

Employee Stock Purchase Plan, Company RSU, Company PSU, Effective Time, +1 more

5 terms

Employee Stock Purchase Plan financial

"under the Issuer's Employee Stock Purchase Plan on August 14, 2026"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Company RSU financial

"each award of restricted stock units of the Issuer (a "Company RSU")"

Company PSU financial

"each award of performance stock units of the Issuer (a "Company PSU")"

Effective Time technical

"At the effective time of the Merger (the "Effective Time")"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

Per Share Price financial

"an amount equal to $9.50, without interest thereon (the "Per Share Price")"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What was the GBTG merger cash price per share?

The merger provided $9.50 per share in cash, without interest, for each Class A common share held immediately before the effective time.

How were GBTG RSUs treated in the merger?

Outstanding RSUs were automatically canceled and converted into cash, without interest and subject to applicable withholding taxes, equal to $9.50 multiplied by the shares subject to each award.

How were GBTG performance stock units settled in the merger?

Outstanding PSUs were canceled and converted into cash, without interest and subject to applicable withholding taxes. The share count used the greater of the target number of shares or the number earned based on actual achievement of the award’s performance criteria.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/29/2026 - 04:25 PM Accepted by SEC EDGAR 09/29/2026 - 04:24 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Crawley Andrew George

(Last) (First) (Middle)

C/O GLOBAL BUSINESS TRAVEL GROUP, INC.

666 THIRD AVENUE

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Global Business Travel Group, Inc. [ GBTG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/29/2026		D		141(1)	D	(2)	699,176	D
Class A Common Stock	09/29/2026		D		699,176	D	(3)	0	D
Class A Common Stock	09/29/2026		A		354,760(4)	A	$0	354,760	D
Class A Common Stock	09/29/2026		D		354,760	D	(5)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes shares acquired under the Issuer's Employee Stock Purchase Plan on August 14, 2026.

2. On September 29, 2026, pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated May 2, 2026, by and among the Issuer, Gaia Purchaser, Inc. ("Parent") and Gaia Merger Sub, Inc., a wholly owned subsidiary of Parent, the Issuer became a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), pursuant to the Merger Agreement, each share of Class A common stock, par value $0.0001 per share, of the Issuer ("Company Common Stock") held by the reporting person as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive cash in an amount equal to $9.50, without interest thereon (the "Per Share Price").

3. As of immediately prior to the Effective Time, pursuant to the Merger Agreement, each award of restricted stock units of the Issuer (a "Company RSU") that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (i) the Per Share Price and (ii) the total number of shares of Company Common Stock subject to such Company RSU as of immediately prior to the Effective Time.

4. Represents a deemed acquisition of shares of Company Common Stock underlying each award of performance stock units of the Issuer (a "Company PSU") held by the reporting person that was unvested and outstanding as of immediately prior to the Effective Time based on the attainment of the applicable performance metrics at the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.

5. As of immediately prior to the Effective Time, each Company PSU that was outstanding as of immediately prior to the Effective Time was automatically cancelled and converted into the right to receive an amount in cash, without interest and subject to applicable withholding taxes, equal to the product of (A) the Per Share Price and (B) the greater of (i) the target number of shares of Company Common Stock subject to such Company PSU as of immediately prior to the Effective Time and (ii) the number of shares of Company Common Stock to be earned based on actual achievement of the performance criteria set forth in the applicable award agreement as of immediately prior to the Effective Time.

	Jennifer Giampietro, as Attorney-in-Fact	09/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)